Does a Thai company need an audit every year?

Key Takeaways

• Thailand has no small-company audit exemption. Every Thai company limited needs a statutory audit by a Thailand-licensed CPA every year, whatever its turnover, headcount or activity. A Singapore owner used to the ACRA exemption will not expect this.
• An inactive company is not an exempt company. It still has to prepare and file annual financial statements, the same as a trading one.
• The calendar runs as a chain from your fiscal year end: AGM within 4 months, shareholder list within 14 days of the AGM, audited accounts filed with the DBD within a month of AGM approval, tax return within 150 days.
• Miss the DBD filing and the fine lands twice, once on the company and once on the director personally. Directors do not usually expect the second one.

In Detail

No small-company exemption, and that is the real number to budget

Singapore lets a small company skip statutory audit if it meets two of three thresholds: revenue and assets each under S$10 million, and 50 or fewer employees. Thailand has nothing equivalent for a company limited. Every one, listed or not, foreign-owned or not, trading or dormant, must have its annual financial statements audited by a CPA licensed in Thailand.¹ A registered partnership can qualify for a narrow exemption under a separate Ministerial Regulation, but that structure is not the one a Singapore SME sets up, so it does not help you.

Budget the audit fee as a fixed annual cost from year one, not as something you might avoid because the company is small or quiet. It is the single most common gap between what a Singapore owner expects and what Thai law actually requires.

An inactive company still has an accountant’s job to do

The audit requirement carries no carve-out for a company that has not started trading, or that has gone quiet for a year.¹ You still appoint a bookkeeper, still close a set of accounts, still have them audited, and still run the full filing chain below. A company with a bank balance and nothing else on the ledger still needs a full audit opinion on that fact. This is the question owners actually ask once they realise a slow first year in Thailand does not pause the paperwork, and the answer is no, it does not.

Who is allowed to keep your books

The person who keeps your accounts, your ผู้ทำบัญชี or bookkeeper, has to meet specific conditions under the Accounting Act. They need a registered address in Thailand, sufficient command of the Thai language to prepare the accounts, and no history of imprisonment for an accounting-law offence. They must be registered with the Federation of Accounting Professions as an accounting professional.² The minimum qualification then scales with the company’s registered capital, assets or revenue: above a Ministerial-Regulation threshold a bachelor’s degree in accounting is required, below it a High Vocational Certificate or Diploma is enough.³ We could not find the exact capital or revenue figures that separate the two tiers, so confirm with your appointed accountant which tier your company sits in rather than assuming.

A change to accountant qualification requirements under the Accounting Professions Act takes effect in 2026.⁴ What that change actually requires is addressed in the uncertainty box below.

Which accounting standard actually applies to you

Full Thai Financial Reporting Standards, TFRS, based on IFRS, are mandatory for Publicly Accountable Entities: listed companies, financial institutions, and other entities with public accountability. A simplified standard, TFRS for Non-Publicly Accountable Entities or TFRS for NPAEs, applies to everyone else.⁵ A private, foreign-owned SME that is not listed and not a financial institution is an NPAE, and can freely choose either standard. In practice almost all SMEs use TFRS for NPAEs because it is simpler.⁶

Thailand used to run a third, separate standard modelled on IFRS for SMEs. The accounting profession’s regulator withdrew it in July 2017 and folded the SME simplifications into an enhanced TFRS for NPAEs instead, so there is only the one simplified standard to know about now.⁵ Further enhancements to that standard, covering the cash flow statement option, consolidated statements, business combination accounting and a fair value measurement option, took effect on 1 January 2023.⁵

Statutory accounts are Thai and Baht, even if you also run an English set

Your statutory accounting records and financial statements have to be prepared in the Thai language, or in a foreign language with a certified Thai translation, and in Thai Baht.⁷ TFRS for NPAEs does not permit a functional currency other than Baht for those statutory accounts.⁷ Plenty of foreign-owned companies keep a parallel English or Singapore-dollar management set for head office. That parallel set has no statutory standing in Thailand. The Thai, Baht version is the one that gets audited and filed.

How long you keep the paperwork

Accounts and supporting documents must be retained for not less than 5 years from the date the accounts are closed, under Section 14 of the Accounting Act.¹ A commonly repeated figure of 7 years is often presented as if it conflicted with that 5-year rule. It does not. The 7-year figure comes from Revenue Code Section 87/3, not Section 87 as it is frequently miscited, and it is the Director-General’s discretionary maximum for certain tax matters such as an ongoing Revenue Department investigation, not a general rule.⁸ Five years is your default. Plan for the possibility of seven if you are ever the subject of a Revenue Department enquiry.

The annual calendar, in the order it actually runs

The obligations below chain off your fiscal year end, most commonly 31 December. Diarise them as a sequence rather than as separate dates, because each one depends on the one before it.

Within 4 months of year end: hold the Annual General Meeting to approve the audited financial statements, 30 April for a 31 December year end.⁹ Within 14 days of the AGM: file Form BOJ 5, the shareholder list, with the DBD. Late filing carries a fine on the responsible director, not exceeding THB 10,000.¹⁰ Within 1 month of AGM approval: file the audited financial statements with the DBD by e-Filing in XBRL format.¹¹ Held to their own deadlines, that puts audited accounts on file with the DBD around 5 months after year end. Within 150 days of year end: file the annual corporate income tax return, PND 50, with the Revenue Department, around 30 May for a 31 December year end.¹² Within 2 months of the end of the first 6 months of the accounting period: file the half-year return, PND 51, and prepay estimated tax, 31 August for a 31 December year end.¹³

Underneath that annual rhythm sits a monthly one. The VAT return, PP 30, is due on the 7th of the following month for paper filing, extended to the 15th for e-filing. Monthly withholding tax returns, PND 1, PND 3 and PND 53, run on the same 7th paper, 15th e-file pattern.¹⁴ Monthly Social Security contributions, employer and employee, are also due monthly.¹²

What a missed deadline costs, and who personally owes it

Late or unpaid VAT or withholding tax carries a surcharge of 1.5 percent per month, or part month, on the unpaid amount, under Revenue Code Section 89, on top of the tax itself still owed.¹⁵ A small fixed late-filing fine applies as well, commonly cited as up to THB 2,000 for VAT and as low as THB 100 to THB 200 for withholding tax returns depending on how late.¹²¹⁶ Late Social Security contributions carry a separate 2 percent per month surcharge on the unpaid amount.¹² Filing PND 51 late, or underestimating full-year net profit by more than 25 percent without justifiable reason, carries a 20 percent surcharge on the tax shortfall.¹³

The DBD penalties are the ones that catch people off guard. Late or non-filing of audited financial statements carries an administrative fine of up to THB 50,000 on the company.¹⁷ It also carries a separate fine of up to THB 50,000 on the managing director personally, up to THB 100,000 combined.¹⁷ Serious or repeated failures can escalate to criminal prosecution, with fines and potential imprisonment, if the matter is not resolved administratively.¹⁷ Most first-time directors assume a company penalty stops at the company. Here it does not.

PDPA: the obligation that is not on your incorporation checklist

Thailand’s Personal Data Protection Act sits outside the incorporation and tax paperwork, but it is a real, enforced obligation once your company holds any personal data on customers, staff or suppliers. Its statutory administrative fine tiers are unchanged: up to THB 1 million under Section 82, up to THB 3 million under Section 83, and up to THB 5 million under Section 84.¹⁸ A foreign entity offering goods or services to individuals in Thailand, even without a Thai office, staff or entity of its own, must appoint a written Data Protection Representative under Section 37(5). Failing to appoint one carries a fine of up to THB 5 million.¹⁹²⁰ This provision targets a foreign business selling into Thailand without a local presence, so it sits alongside, rather than instead of, the ordinary data obligations your Thai-incorporated company already carries once it operates here.

Enforcement is not theoretical. A single batch of new administrative fines announced in 2025 added roughly THB 21.5 million in cumulative penalties across eight fines in five cases.²¹ Keep PDPA on the same annual compliance review as your tax and DBD filings rather than treating it as a one-time setup task.

Before your first Thai financial year closes

• Have you budgeted the annual CPA audit fee as a fixed cost, not as something a quiet or dormant year might let you skip?
• Have you appointed a TFAC-registered bookkeeper with a Thailand address, and confirmed which qualification tier your company falls into?
• Do you have your AGM, BOJ 5, DBD e-Filing, PND 50 and PND 51 dates written down as a chain from your fiscal year end, not as four unrelated deadlines?
• Does whoever files your monthly VAT and withholding returns know the 7-day paper versus 15-day e-filing distinction, and is e-filing actually set up?
• Does your managing director know that a late DBD filing can fine them personally, separately from the fine on the company?
• If your company holds customer, staff or supplier data, have you checked whether a PDPA Data Protection Representative applies to you, rather than assuming incorporation covered it?

Sources

21 sources for this article, 3 of them primary. Where we could not verify something, the article says so rather than estimating.

1. Samui For Sale (primary), www.samuiforsale.com
2. Acclime Thailand, thailand.acclime.com
3. Company Thailand, www.companythailand.net
4. Forvis Mazars, www.forvismazars.com
5. Federation of Accounting Professions (TFAC), www.tfac.or.th
6. ACC Consulting Service, www.accconsultingservice.com
7. Forvis Mazars, www.forvismazars.com
8. MSNA Group, msnagroup.com
9. Juslaws & Consult, www.juslaws.com
10. Forvis Mazars, www.forvismazars.com
11. Gentle Law IBL, www.gentlelawibl.com
12. LM Accounting Firm, lmaccfirm.com
13. Gentle Law IBL, www.gentlelawibl.com
14. Thai Revenue Department (primary), www.rd.go.th
15. Siam Legal (primary), library.siam-legal.com
16. Gentle Law IBL, www.gentlelawibl.com
17. Forvis Mazars, www.forvismazars.com
18. Herbert Smith Freehills Kramer, www.hsfkramer.com
19. Formiti, www.formiti.com
20. Data Excellium, dataexcellium.com
21. DLA Piper, privacymatters.dlapiper.com

This article is general information about doing business in Thailand and is not legal, tax, or financial advice. Every figure is cited with its source and its date. Thai regulation is changing quickly and rules current at publication may change without notice. Confirm anything you intend to act on with qualified Thai counsel.